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March 18, 2013 (Regular Meeting) Page 1459 <br />authenticated upon an interest payment date in which event it shall bear <br />interest from such interest payment date or (b) authenticated prior to the <br />first interest payment date in which event it shall bear interest from its <br />date; provided, however, that if at the time of authentication interest is in <br />default, such Bond shall bear interest from the date to which interest has <br />been paid. <br />The principal of and the interest and any redemption premium on the <br />Bonds shall be payable in any coin or currency of the United States of <br />America which is legal tender for the payment of public and private debts on <br />the respective dates of payment thereof. <br />Section 4. The Bonds initially will be issued by means of a book -entry <br />system with no physical distribution of bond certificates to be made except <br />as hereinafter provided. Initially one fully registered bond certificate for <br />each stated maturity of the Bonds in the aggregate principal amount of the <br />Bonds of such stated maturity and registered in the name of the Securities <br />Depository Nominee (defined below) , a nominee of the Securities Depository <br />(defined below), will be issued and required to be deposited with the <br />Securities Depository and immobilized in its custody. The book -entry system <br />of the Securities Depository will evidence positions held in the Bonds by the <br />Securities Depository's participants, with beneficial ownership of the Bonds <br />in the principal amount of $5,000 or any whole multiple thereof being <br />evidenced in the records of such participants. Transfers of beneficial <br />ownership will be effected on the records of the Securities Depository and <br />its participants pursuant to rules and procedures established by the <br />Securities Depository and its participants. <br />The County and the Bond Registrar will recognize the Securities <br />Depository Nominee or the Securities Depository, as the case may be, while <br />the registered owner of the Bonds, as the owner of the Bonds for all <br />purposes, including payments of principal of, and redemption premium, if any, <br />and interest on the Bonds, notices and voting. The principal of and any <br />redemption premium on each Bond shall be payable to the Securities Depository <br />Nominee or any other person appearing on the registration books of the County <br />hereinafter provided for as the registered owner of such Bond, or his <br />registered assigns or legal representative at the office of the Bond <br />Registrar mentioned hereinafter or such other place as the County may <br />determine upon the presentation and surrender thereof as the same shall <br />become due and payable. Payment of the interest on each Bond shall be made <br />by the Bond Registrar on each interest payment date to the registered owner <br />of such Bond (or the previous Bond or Bonds evidencing the same debt as that <br />evidenced by such Bond) at the close of business on the record date for such <br />interest, which shall be the 15th day (whether or not a business day) of the <br />calendar month next preceding such interest payment date, by check mailed to <br />such person at his address as it appears on such registration books or, <br />during the continuation of the book -entry system, by such other method of <br />payment as the County may determine to be necessary or advisable with the <br />concurrence of the Securities Depository. Transfer of principal and interest <br />and any redemption premium payments to participants of the Securities <br />Depository will be the responsibility of the Securities Depository, and <br />transfer of principal and interest and any redemption premium payments to <br />beneficial owners of the Bonds by participants of the Securities Depository <br />will be the responsibility of such participants and other nominees of such <br />beneficial owners. Such transfers of interest by the Securities Depository <br />and by such participants and other nominees of such beneficial owners may be <br />made to the owners of Bonds shown on their records on a date on or after said <br />record date for such interest, pursuant to rules and procedures established <br />by the Securities Depository and its participants. The County and the Bond <br />Registrar will not be responsible or liable for such transfers of payments or <br />for maintaining, supervising or reviewing records maintained by the <br />Securities Depository, its participants or persons acting through such <br />participants. <br />In the event that (a) any Securities Depository determines not to <br />continue to act as securities depository for the Bonds, or (b) the Finance <br />Director of the County determines to discontinue the book -entry system with <br />such Securities Depository, the County may identify another qualified <br />Securities Depository to replace the predecessor Securities Depository and, <br />in such event, the County will make arrangements with the predecessor <br />Securities Depository and such other Securities Depository to effect such <br />replacement and deliver replacement Bonds registered in the name of such <br />other depository or its nominee in exchange for the outstanding Bonds, and <br />all references in this resolution to any predecessor Securities Depository or <br />Securities Depository Nominee shall thereupon be deemed to mean such other <br />depository or its nominee. If the County does not identify another qualified <br />Securities Depository to replace the predecessor Securities Depository, the <br />County will deliver replacement Bonds in the form of fully registered <br />certificates in the denomination of $5,000 or any whole multiple thereof <br />( "Certificated Bonds ") in exchange for the outstanding Bonds as required by <br />